The Mysterious Emerald and the Emperor of the Empire
by Nightmaretails
Summary: After major setback by Sonic, Tails finds himself in a world equestria where he meets new friends and challenges along the way. Though, tails true intentions for being at equestria was unknown, though he is willing try his best to overcome anything, even if it is reflected on his past memories or even his mistakes. But how will tails would react if chaos has its own elemental power
1. The Fight between Tails and Twilight

Conqueror Tails

Summary: When tails was abandoned by the sonic team, he found himself in a world were all magical were alive. And now that tails is alone once again, he faces a lot of grieving and bad memories, due to his friends mysterious way for isolating him. Though, he was going to do about it, but it may not be easy to forgive and forget him.

Miles "Tails" Power: "Whether what side I will be on, I'm still the fox who is love creating machines and friends".

Tails' POV

I opened my eyes slowly to see the morning sun gazing through my form, I slowly scratch the back of my head in realization that my hands are no longer hands. "What in the- I gasped to see my hands were now hooves, not only that, when I turned to see my two tails, they were now one. I touch my tail in order that wasn't true, but it was true, it just have two colors in it. When it was starting to get weird, I luckily found a nearby river that was not far from here, I quickly took a glance in the river and saw my reflection. I gasped to see that my form was changed into a Pegasus. I was very shock on how in the world did I get to turn in a Pegasus, and one great question is WHERE THE HELL AM I!. I put both of my hooves on my head, "What in the world happen to me?!, I couldn't even remember anything what happened yesterday! I snapped even at my own words. "Damn, I don't know where am I right now?". I am all alone again, just when I was born back west side island. Aargh! This going to be a fun filled adventure" I said sarcastically, with few minutes of breaks, I started walking around these plains, hoping to find something. While I was walking, I was having a little bit of difficulty of walking, cause I always walk on two legs rather than having four legs. But still, it was no longer a problem for me, since I always to "get used to it" term for some people may say that back then.

During my walk, one of my hooves step a crumbled paper, which is for some reason stuck in my foot for the whole time. I manage to get paper unstuck to my hoof and I slowly uncrumbled it and it shows a letter, not just any letter but a message from...DR. Eggman himself. I gasped to see a letter from my worst enemy and this letter explains everything what happened yesterday. As I sit on the soft grassy field, I began reading it and it says.

Dear Tails,

If you find this message then that means that you're awake and probably confused about all this. Well, as you can see I send you to a different dimension or world, that is not known to ours. You might be asking why did I do this?, it's because... well don't be offended, sonic told me to send you there and it's because, you were no longer need as their mechanic, you were being replaced. Though, I know you're angry right now tails, but no offense here, he literally came up to me told me to send you there. When I first heard that, I though he was going to join my side, but on the other hand no it wasn't his reasons for sending you to random places. When one of my badniks overheard something, they said to me that sonic no longer needs tails in his team, since he doesn't do anything for us anymore. No offense really, that's the real thing I heard from my bots, though I know you're alone out there somewhere but still you may find something out soon. And I...I...I'm sorry that I have to do this to you, but the blue hedgehog force me to do it, and again sorry tails I hope your own problems there will be solved.

Sincerely from:

Dr. Eggman:)

When I finished reading the letter I couldn't help but cry all my tears out from this outcome. I can't believe it, other than Eggman apologizing me, Sonic literally doesn't need me anymore and more than that, he ordered Eggman to do it the hardway, like he was getting rid of me for good. For once, I'm trusting on eggman's words and I can't believe sonic would do this to me, well...he got another thing coming. I slam my hooves in to the ground as I keep crying and at the same time my rage going out as well. "Sonic...I could you do this to me...after all...the things that..(sniffle).i've done to all of our friends,...and...this...this is all I get from helping you!...after these long years...(sniffles)...you were..just holding back to believe that I was your brother...well...that is going change!..", I said in between tears and sorrow.

Normal POV

As tails finishes his grieving, he continue walks in order to get the thought out of his head. Still, he continues to wonder what world did Eggman send him, well whatever it is it was peaceful. Tails wonders around the magnificent plains that he actually found was amazing. During in tails' time in möbius he saw wondrous places but not like this one, it was filled with trees, flowers, birds, etc. Tails find this place quite peaceful, it kinda reminds him at green hill, where sonic and him were relaxing after they defeat robotnik from his latest plans. "Aargh, forget all those memories tails, those are far beyond gone" he stammered at that thought. "Man this place is peaceful, I can't believe there are no wars happenings in this realm" he said, "But still, I don't know where am I right now". Then suddenly, tails found a local pony, who has the appearance of an earth pony. "Oh look, here's a local, he can probably tell me where I am he said as he slowly approach the earth pony.

Tails POV

I slowly approach the pony hopefully I don't startle him out, but good thing he notice me approaching him. "Hello there, stranger what are you doing here in the wilderness" the earth pony said to me.(So this realm have talking ponies, no wonder there's haven't been any war happening around here),"Um, hello could I ask some direction, the pony nodded his head as I continue, where am I right now actually, I'm lost. "Well good thing you see me coming, you are now approaching ponyville" he replied. "Oh, thanks where's is it anyway" I ask again, he pointed to the direction behind him, which north to my position, "it's not far from here, just walk to that direction and you'll find ponyville he said as he put his hoof down. "Well anyways, thanks for direction" I thanked him and started walking towards the destination I needed to go. After awhile, I found it, just like the pony said, it's ponyville, I saw a sign and walk towards it and it said "welcome to ponyville". I turned back my view to ponyville, it was a magnificent view from up here, though I knew this place has many civilized folk. From the back of my mind tells me to destroy this village, but...but.. oh what the heck, it could be fun after all. I gazed back to the village with an evil smile and I said "Since sonic can't be here to interfere my playtime, I enjoy this type of a peaceful dimension but still there will always be a conqueror to rise from the ashes. "I guess being like dr. Eggman for awhile would be fun, and besides I like to have some serious challenge around here" I said evilly, Look out new world, here comes...err...well I'll think of a name later, now it's time to build a destructive robot, hahahahaha!. Later that night I started working on my new weapon, The Arachnatron Destroyer X. It look liked a mechanical spider (though I know gathering materials such as metals can be hard, but I made something that would make all the materials all that I need) with cannons all its sides, a medium sized turret on its so that I could pilot the arachnatron. The turret is heavily armored so, that I could be protected, at the sides of the turret body I connected two machine gun. As I starting finishing my mech, I realized that I could be defenseless without having some reinforcements. So, after I finish the arachnatron, I started working on my units, it looked like some of eggman's badniks, but I made modification to it so that I could make more of durability. I just hop that they're morale won't be affected. Now that everything's completed, I turned on the arachnatron and it started wonderfully, no malfunctions at all, including my units. I hop to my turret, where the cockpit and the controller pod is, "This works perfectly as I would never imagine that creating armies would be fun, Boys! We'll attack at sunrise!" I yelled at the top of my voice as my bots yelled and cheered for me.

Equestria, Ponyville 6am,

As the sun rise over the horizon, it signaled me to commence the attack while they're defenses is very weak at the moment. I look down at my troops and my arachnatron they're all eager to fight, then I'll give them that option. I sounded the horn which it signaled all of them to attack at once. I quickly hop to my Arachnatron and it started to charge to destined destination.

Before the advance happens-

Twilight Sparkle's POV

When I was still sleeping, I heard horn sounded through my ears. I knew it wasn't an ordinary horn so, I stand up and look through the window. When I look through the window, I gasped to see a force charging towards ponyville at this hour. "What in Celestia, no one told us that there's an attack going to happen this early" I screamed in panic as I steady myself and send multiple letters sending towards the others, hopefully they're awake at this time. I rushed back down to wake spike, "ugh, twilight is it morning already? He said with a yawn. Yes spike, and PLEASE WAKE THE OTHERS THERES AN ATTACK HAPPENING!, I yelled at him and that which him made him scared but he get the word since he already heard some pony yelling and running for their lives so,he rushed towards the door and get the others here to fight. Okay twilight, Just hold the line hopefully they arrived in time" I said. I walk out to my house and saw everything that is happening right now. I saw houses burn ,everpony screaming and running for their lives, I knew it was now my time to fight, so I flew up into the sky and saw some weird creatures attacking the civilians. I struck them with my lazer attack and destroyed them quickly, I lowered myself down towards the civilians and I ask, "Are you alright", "yes we're alright, thanks princess" they thanked me and run off to the scene. "Hmmm? This is odd" I said as I examined the enemies, they look liked they've been recently made by a mechanical genius. "This is impossible to make for pony, and yet I am like, the only one here to make these sort of thing" I said. "Well, whoever's leading this attack he might be the one created this things". As I continuously destroying the enemy forces, my thoughts still runs though to the leader of this attack, he or she must be very smart to do this kind of stuff, good thing I am well rested rather than staying up all night studying some magic spells or even suffering through a massive fatigue

Tails POV

As my Arachnatron still dealing damage towards the village, one of my badniks came and said, "Your excellency, we have reach word that, an alicorn girl is destroying our troops with her magic attacks". "(Magic? So, sorcery existed in this world too) No matter, lead her here, so she could meet someone to sustain her spells. The badnik saluted and walks off from my view, "Hmmm? Whoever you are, your very cunning to stand and fight alone, Arachnatron!, forwards" I commanded my mech to walk further through the village to find that alicorn.

Twilight's POV

"I can't believe how many of these things are, they're like a hundred or so but that's not chance for saving ponyville" I said as I blasted another bolt of lazer at the enemy, which causes them to route but I destroyed so they won't rally again. As the last battalion was finished, I heard a big loud thump that is almost like the sound metal clanking. I turned around saw a big heavily armored mechanical spider with various amount of defense in it. I was shocked to see on how on equestria can someone build a deadly thing with almost have the variety to destroy half a village. When the monstrous mechanical terror was in my full view, I saw an orange Pegasus wearing an army-like soldier suit and a pair of working googles over his head. (This might be the leader of this attack), "Who are you? and what are your intentions for attacking ponyville?!" I said bravely in front of the leader, though I don't know what "he" really wants from us.

Tails' POV

After the alicorn finishes her statement, I couldn't help but feel some type of energy coming from her, though that thought wasn't going stop me. "Well first, My name is "gulped" M-M-Miles Tails Prower! And I've come hear to disrupt your village peaceful hours! I said in violent way, but still in reality I was way off.(1)

Normal POV

After twilight hearing his name and his intentions, she couldn't help but laugh at tails' real name and after all tails didn't want to spoil his real name in public, including his enemies and rivals. Tails couldn't help but curse himself for saying his real name in the open and besides he wasn't good at making names that are very manly or terrifying. Tails then had enough of the alicorns laughter so he fired his pulse cannon at her, but somehow she manage to dodge it after her wild laughter at tails' real name, "You know, if you are some type of villain then you should pick a finer name like...I don't know like..Knognails Bugbiter (2) that would've been better for that" Twilight said in a sarcastic tone. "Grrr!, if you're so good at name calling, then you should put your mouth in a more lady like way! Tails snapped at the moment and then fire the pulse cannon at her, and again she dodged it again and this time she attack back with her lazer attack. The lazer attack hit a ton of damage to the anachnatron, which made tails angry that he was losing in his own fault. Tails completely forgot that mechanical units or metallic units are very weak against electrostatic like weapon, that damages their armor and also disrupting the eternal sensors of their controls. "Damn it! I could I possibly forgot all of this damage types, I suppose to be aware of this goddamn thing!". When twilight heard tails rambling, she was dumbfounded that she suddenly knew that electric type attack would destroy this mechanical beast in a matter of second.

Music entered: In the name of the Father (Soul Calibur I)

Twilight: Well looks like your creation won't last long, Speed limit.(3)

Tails: Grrr! I'll show you what my creation can really do to you, if you underestimate me more you then, you got another thing coming at you!

Twilight: Hmph! We'll just see about that.

Twilight then started flying all around the skies to finding a cloud that would give her an advantage

Tails: I don't think so! Machine guns! Fire!

The two machine guns started firing projectiles at rapid speed, which causes twilight to soar higher at a faster rate.

Twilight:(Looks like he knew what am I going to do, well let's how he will continue this strategy of his for taking me out).

Tails: I know your tricks!, you can't do that all day, not even on my watch for that.

Twilight started using some spells in order to give her enough time for the "final blow attack"

Twilight: Hey!, if you're so smart then you should know where I am now!?

He had enough of her insults, he then grabs his bazooka and pointed where twilight is exactly hiding right now, thanks to his I.Q he manage to create a heat signatures spotter locater on his bazooka aimer, which it will guarantee show where exactly twilight is.

Tails: I get your point!, but that leads me to your little advantage plan.

He fired multiple rounds of his bazooka in the direction of the cloud where twilight is.

Twilight: What the-

She got hit on one of the rockets of the bazooka, but she only got hit once, the rest were dodge and blocked by her force field

Twilight: (Damn, he got me there...well let's hope this works).

Tails: Your hiding won't give you the advantage you need to defeat me.

She smiled as she saw the clouds forming into the right formation she needed.

Tails: What are you smiling for!?

Twilight: I'm smiling because this is my finale to you!?

Tails: What are you talking abo-

He gasped as he saw the clouds forming and twilight saga horn glowing.

Tails:(No way! She stalled me for time, she was planning all this time, well...I'm not going to let this stupid attack destroy me easily!)

Music entered: Vs. Nega-Wisp Armor- Phase two and Final attack

Tails then start charging his bazooka and his anachnatron's weapons into full power, preparing a devastating attack.

Twilight saw this and started doing the same as his. Her horn was glowing deep purple and the clouds started to rumble with thunder.

Twilight: LET'S SEE IF YOU CAN HANDLE THIS, CELESTIAL THUNDERSTRIKE!

She fired a huge lazer mixed with thunder & lightning heading towards tails.

Tails' eyes turned red as his entire body was surrounded with pure static energy and dark energies as he charged his ultimate weapon. After all the pure energy had been consumed and charged through his body, behind his back, he unleashes all his weapons (including his Arachnatron's weapons defenses) and charged them at their maximum level of power were his final strike was about to be unleashed.

Tails: WELL THEN, LETS SEE IF YOU CAN HANDLE THIS THEN! SUPER MEGA DEATH CANNON BLAST!

He fired a huge array of missiles along with some dark energy whirling around in its projectile and heading towards to twilight

As the two huge massive attacks heading towards tails and twilights way, the two massive energy blast collided each other, causing a huge catastrophic explosion that destroys ponyville and blows tails and twilight away altogether in the huge explosion.

Music ends here.

Somewhere

?: whoa, look at that explosion over there, its huge!

Spike: Oh no!, that's where twilight and ponyville is located!

?: What!, let's hurry girls, twilight is in trouble

?: Slow down rainbow dash, we wouldn't want ourselves getting in the explosion's radius.

Spike: Rarity is right, we should approach it fast and at the same time we slowed down.

RD: You're right Spike, but let's hurry twilight won't hold on for much longer.

Spike and the other four nodded as they headed for ponyville.

Aftermath of the battle

After the huge explosion, ponyville was in ashes, every houses in it was destroyed, everpony died at the explosion except to those who escape in time in the collision. Every machine tails created including the Arachnatron was also destroyed in the explosion.

Tails POV

I slowly opened my eyes and saw that I was in a pile of rubble inside of my Arachnatron. After I scanned my surroundings, I use of my remaining strength to lift myself out of the rubble. Outside, I saw nothing but destroyed houses and destroyed machines that I created. But, my thoughts were running on the certain alicorn that I happen to meet and confronted head on. "I never knew...that someone powerful like her would be confronted from the likes of me, still I hope I didn't went too far on my attack or else I would never forgive myself" I said worriedly. With that thought running in my mind, I started walking around in the destroyed village as I keep looking signs of life of her. When I thought she couldn't survive the collision, I heard some rumble crashing in a nearby building and that's where I headed quickly. As I heading towards the building, I saw that makes my heart stops it worrying. I saw her, heavily wounded and physically weak from the collision we had. When I saw her, I slowly started approaching her, hoping I won't get hurt by her or something thats painful. When she started to take a breather, then all of a sudden a part of a destroyed building was starting to collapse and fall towards her. I quickly notice this, as I quickly run towards her as if I knew of what I am going to do in order to save her.

Twilight's POV

After the wicked collision that...I just couldn't believe like that would exactly happen to ponyville and me. Though, I finally beat that speed limit of a villain, haha. When I was taking a breather, I heard a falling ruble falling towards me. After the battle, I was very weak and I couldn't do anything else, but brace for impact on the obstacle that is going to fall on me. I closed my eyes as I knew that I was going to die...but something or someone saved my life. I slowly opened my eyes and saw something that made me shocked in my entire life. The very Pegasus who I was fighting earlier was hugging me for protection in order to keep me safe from the huge pile of building fall over him. I still couldn't believe that after all we both gone through he save my life for an exchange. I couldn't help but notice all wounds and gashes he got after collision and saving my life from a falling building. And also I couldn't help but stare those blue eye of his, those eyes were something to reflect on my own as well, but all I see from it was a few moments of silence between us he asked me, "Are you alright?, are you hurt?", after he said that, there was concern in his voice and for the first time a villain like him was concern about me. And again the moments of silence were fielding around us, so I speak up and answered his question, "Yes, I'm alright but, why...did you save me?, you're a villain, how come a person like you save from that?.

That question caught him off guard but still he manage answered my question. "It's because...

I-I..I well I was...like you...but I was left behind...by my friends...and now I am lost in this I heard that, I couldn't believe this...pegasus have been left by his friends, but still I can't imagine how his friends left him behind and leaving him with this painful memories into something that driven himself for fighting me. "I- I'm sorry, I didn't know that...you would have that type of friends, but still I couldn't understand why you save me?"I spoke to him as if I was trying to find an to all this problems. "I maybe a villain in the outside, but in the inside I'm caring friend that always believes himself to succeed in life". My eyes went wide for what I heard from his statement, he was a true friend from inside of his heart. Though, I don't believe his words he says and after all he was trying to destroy me and ponyville. On the other hand though, he was speaking it with his own words and yet this is confusing, he destroyed ponyville and after that he saved my life, what kind of mind he has. "If your like that...then you should start making new friends rather than destroying villages and killing people". After I said that, he started walking away from me with his head lowered. I felt bad for saying things like that but, that's how life can be when the world started changes around you. He stopped for a bit and turns around and said, "Your right about that, but my soul suffers from its sins...and now... I should leave your lands and friends in peace, Twilight Sparkle". He continuously walking away from my sight. I lifted myself up as I started heading towards him but I was stopped by a hoof. I gasped and turned around and was relieved to see that it was just rainbow dash and the rest of my friends (who officially came out pretty late). "What took you so long?, I was having a fight of my life here!? I yelled at them and then rainbow dash replied, "We're sorry twilight we were delayed and we have no idea that there's an attack going to happen early in the morning. I hugged rainbow dash and said, "I forgive you rainbow, but next time be here on time and the rest of you I forgive you too. "Thanks partner, I thought you were be all-pissed about this, "That's ok applejack, oh and wait! Come on we have to get this quick before he gets away". The girls nodded as we headed towards speed limit's direction, hopefully we're not to late. "So who's the one responsible for this twilight?, "Huh?...well his name is very hilarious, his name was Miles Tails Prower". As expected, they laughed while we're heading speed limit's direction. "That's a hilarious name twilight hahaha, um well where is he now, now that caught me off guard but luckily he was there, not far from us. "There he is!" I yelled as rainbow runs towards speed limit, but when rainbow dash was about to attack speed limit, he then grabbed some sort of lightning weapon and electrocutes RD, which causes her to fall back to her hoofs and blown towards us, luckily she was catched.

Tails POV

As I figured her reinforcements had just arrived and it looks like there's another sonic in this dimension as well. "Looks like your reaction wasn't the way you think" I said sternly in front of the seven of them. "What do you want from our world speed limit", I was insulted by that nickname, "Again, like I said I'll leave your lands in peace, but still I shall return from all this destruction that I've caused and yet I'll be back to settle our scores, Twilight Sparkle. "Where do you think your going, your not leaving here easily after all the destruction you caused" twilight said, but I had some other plans, "Your right, I cannot leave here easily, but I have this" I then pulled out a phantom emerald in my hands, beholding it to them. "What is that gem?", I chuckled at twilight's question and answer her question, "This is a PHANTOM EMERALD, this artifact grants me unimaginable powers that you cannot control". All of the ponies even the little dragon was staring at it, but this was a time for my escape, "I'm sorry that you all are interested by this, but my departure has arrive, tata" I waved my hooves at them in realization that they know that I was going to escape. "What the-, your not getting outta here" twilight then charges at me but it was too late, I was already teleported away from sight.

Twilight's POV

As I charge at him he yelled, "CHAOS CONTROL!" and then all of a sudden he disappeared from sight as I face-smashed my face into a pile of rubble. "Tricky little evil doer!, it never gets old" rarity said as she even knew what kind of tricks that villains pulled out of their sleeves. "Are you alright twilight", "Groans" I'm all right Dash, it's just that I've never seen somepony would act like that", "We know twilight, now let's go to Celestia and Luna so we could discuss about this, but first lets get you fixed up, you take quite a beating there. From that statement I forgot that I was covered with wounds gashes that I got from the fight. "Oh yeah, let's go girls and let's hope we captured this little maniac and bring peace back to equestria" I said bravely as everypony and spike nodded as we starts heading towards canterlot castle to meet princess Luna and Celestia. As I look back where speed limit's teleportation happened I spoke in my mind saying, " What are your true intention for being here Miles?, and...what is your true purpose for being here?.

Normal POV

Somewhere

Tails went back to the forest as he started making a "new project" for continuing his power, so that he had to prepare for upcoming events that are going to happen in equestria. While working in his new project he said, "Just you wait, I'll show what I truly made of, and I'll completely entertain you with this new power Twilight Sparkle and I'll make sure who is the smart one here in dimension.

End of Chapter 1

1- A quote from Markiplier's playthroughs- One night at Flumpty's.

2- If you watch total war warhammer playthrough in the ambush of thundering falls

Where you fight Knognails Bugbiter's army of Greenskins.

3- If you read the Wikipedia about Tails, his real name is almost sounds like a speed limit

as Miles Per Hour.


	2. Past Memories and The Hardest Decision

Memories of the Past and The Hardest Decision

After the battle occurred in ponyville, equestria peaceful times have been disrupted due to tails' attack in ponyville. Tails fled into the deepest part of Everee Forest, so he can muster back his forces into battle once again, but something in his mind was bothering him in this matter.

Tails' POV

I was making the finishing touches on my new project, soon it will be complete and I will bring those petty ponies kneeling down in my heels...or hoofs...whatever, it still gonna work. But, every single time I work on this thing, my mind always kept telling that this is wrong, it tells me that I should be making new friends, not making new enemies...aargh this is mind breaking, I can't think straight. I knew this was going to be a rough start, but now, it led me to hard mode cause' holy chaos! I'm an idiot. "Why did I even make that decision, I knew those peo- err... ponies were innocent and kind, I just so happen to build an army of robots and destroy an entire village of ponies, along with-". When I was to finish my rambling nonsense, I completely forgot about the alicorn that I faced in that time. "Twilight Sparkle", when I said her name, i felt completely guilty over myself. She was right, when I'm at this, I should start over again like in my world but now I think that's gonna happen to me now since I already gotten myself into deep trouble now. I was isolated by my friends and now I'm alone again, leaving me but nothing with tools and that I could scavenged around the place. "What should I do, I can't simply stand here and do nothing, I would rather be apologizing to her...but...they probably give the authorities on high alert on me, now there's no goddamn way to relieve this situation,Aarg!" I shouted as I slam both of my hooves into table almost breaking it apart with my teeth grinding. "Why did this got to happen me!, why did this thoughts occurred in my mind, if I knew this was going to be a huge mistake!, I wouldn't be in this heavy situation that I'm in right now!, Gaaaah! I'm such an idiot!, why did this happen! I shouted again as I destroy everything in my field, except my project of course. As I continue my rage quit, A voice spoke to me. "Stop your idiotic actions, it won't help you it will just continuously filled you with rage", at that statement I quickly stop my actions as I stood curiously as were the voice was coming from. "Who are you?, Where are you?, are you in my mind or something" I said with curiosity but the voice replied, "No, I'm not in your head but if you turn around you'll see me for yourself"

Normal POV

As tails obey the orders of the voice, he turns around and saw the voice' true form. The mysterious speaker was a small dark wyvern with an attire of a knight, a small crown around his head, and a red scarf going around his neck. "Who are you?" Tails ask the same question before as he heard his voice. The wyvern chuckled and answered,"Looks like your playtime with princess sparkle gives you an affect after all, Miles Prower. Tails was shocked as he heard his real name being spoken by a creature he never knew, but somehow it knew him at some point. "How did you know my name, I never met you before in my life" he said and then the wyvern responds, "Hehe, I forgot my manners, allow me to introduce myself, I am Nightmare the Wyvern". When tails was about to speak, the wyvern continued, "If you might be wondering how did I know your name and twilight's, I saw your confrontation with the princess myself as if you two were unbelievably equal to each other". "Why do you mean by unbelievably equal?" Tails approach the wyvern with threatening glance on him, "Don't look at me like that Porwer, I am way more than you think that I am to your size". Tails then gets the back a little but he was not far from nightmare's. "I maybe a little but my capabilities are way more than you can handle" nightmare said as he preparing to strike tails. "Like anything would harm me from your little clawed wings and besides what's you're intentions for being here nightmare?" Tails spoke as nightmare got off his fighting stance into a normal stance. "Wise choice of words Power, but you still lack confidence in you in fighting", tails was taken off by that, but he still manage to talk in front of him. "The reason I'm here, it's because I'm going to show you something that might interest you for all of this", "How could I trust you?, you probably be some type of agent to lure me where those ponies are". "Trust me, just follow me, they'll never know that your there" he gestured him in order to fully trust him to follow. "Hmmm, fine but if I get caught by you, your going to regret this" he said in a serious tone. "Again, trust me, you will never get caught, I promise" he said, "I'm looking forward to that. As nightmare waits for him, Tails store his weapons in his suit (tails was wearing an advance warfare military gear up suit through the whole time in this) as he prepared for the unexpected. As he go outside of Everee forest, he followed nightmare in his direction as they kept walking/flying for hundreds of miles. As they kept heading towards the unknown, tails can't help but feel something was wrong. Afterwards, they reach whatever they reach and after all, nightmare was the one leading them to it.

Tails' POV

As me and nightmare reach our destination, we found something that is on the ground like it just landed in the soil. I took few steps forward as I took my glance in the object, the object was almost familiar, like it was something that I have left behind few years ago. The object was a zweihander type of sword but it had some features of demonic like glyphs in it, after a few moments of analyzing, I realized what this is. When the name screams in my head, I took a step back as I knew this artifact would never unleashes again. The sword began glowing dark energy all around it, as it found its "owner" again. When moments of silence takes in, nightmare spoke and ask, "What is that sword Miles?, and why is it glowing like that?", I look at him as he started to get terrified as well as I am. I took a deep breath as I answered his question, "Well nightmare, this is "clears throat" Soul Edge, The Legendary Sword of Darkness created by Algol", "Wait, so you mean this belongs to you, no way!" Nightmare said shockingly. I started approaching as I kept speaking "Yes and No but this sword was shattered and destroyed a long time ago, how did this get back in his real form once again" I said as grab soul edge' holder, then all of the sudden the sword's energy started flow inside my body as its started consuming me once again. As the energy continuously flow in me, the sword started showing me images through my head...

Normal POV

Flashback...sort of

As tails eyes started to shroud in darkness as Soul edge shows him the reason for it's comeback to its owner

Music- Destiny will Tell- Nightmare's Theme (Soul Calibur IV)

Tower of Remembrance - The Domain of Soul Edge

Year 1596 (450 years ago)

The younger tails was in his super transformation called Celestial Tails was accompanied by Dr. Eggman's grandfather, Dr. Gerald Robotnik were walking down the halls of the tower as for they were looking for an easy route to get to the top of the tower.

CT(or Celestial Tails for short): So Gerald, have you find anything yet?

Gerald: "sigh" nothing tails, there's nothing here but endless traps and pitfalls.

CT: Damn, well we should hurry soul edge might be taken by now?

Gerald: Don't worry tails, your sword, Soul Calibur might hinder the sword's powers against you.

CT: I hope your right doc, I just hope something doesn't get soul edge before us, or this world will be done for.

Gerald: Don't be much of a worry tails, we'll get there before even someone gets it

CT: I guess your right doc, haha, why should I worry this is easy for us.

Catastrophe- Abyss' Theme (Soul Calibur 2)

As the two continued walking they heard a voice.

?: Guess who's back in his feet!

CT and Gerald turns around a as they a black mist cloaked reaper holding his scythe while his face was covered by his hood. CT and Gerald knew this enemy, so they both draw their weapons. CT gets into his fighting stance with Soul Calibur in his hands, while Gerald pulled out his Laser Guns and other Techno-Gadgets gets into his own fighting stance as well.

CT: What are you doing here Abyss, we're not here to fight you cause we got some important business to attend.

Abyss: "removing his hood" Why?, is it because you got to get to soul edge first before someone.

Gerald: "gasp" How did you know that, we did not even tell you about a single thing about that subject.

Abyss: Yes correct, but as a dimensional traveller I know everything about it and besides your enemies are getting closer to your, "price".

CT and Gerald: What!

CT: How can that be!?, we didn't knew someone was following us.

Abyss: Unfortunately for you, they make it and now there on top of the floor.

Gerald: How can this be!?

Abyss: If I were you, you'd be running towards to the top floor, but since this is an untimely session between us enemies, I'm giving you an offer to teleport the both of you in the top...for a price.

Both CT and Gerald lowered their weapons as their thoughts was running towards abyss' offer to help and the price to pay for abyss' assistance. As the two continues to chatter for awhile CT and Gerald finally makes their decision.

CT: Ok Abyss, what is it that you have in mind?

Abyss: Well, Hmmm, if you two survive this, would you kindly give me some shattered samples of the two swords, so I can presume my research towards this legendary swords.

Gerald: Aaaand, that is all you ask from us? Nothing more?

Abyss: Yes

CT: Well, it settles then, we accept your offer abyss "reaches out his hand"

Abyss: "Shakes Tails' hand" Granted, Ishlafoyardoschi!

After abyss chanted his teleportation spell, both CT and Gerald found themselves on top floor of the tower.

Music Ends here

CT: "sigh" We made it finally, at last.

Gerald: Yeah, Now let's get that sword!

As CT nodded they headed towards soul edge itself, but they stopped as they two people at soul edge's locked shard and those two people were mobians. CT and Gerald took glance on the two as they saw they were different to each other. The figure who was helping the other was blue hedgehog and the other one was chipmunk they were both wearing adventure-type gear. CT and Gerald gasp as they knew this mobians, they angrily step forward with their weapons drawn and their fighting stance was drawn as well.

CT: Hey!, why do you think you're doing here!

?: What the- not you two!?

CT: Looks like your faces didn't fool us right of the bat, Jules The Hedgehog.

Gerald: And the same for you too, King Acorn of Knothole.

Jules: How did you know that we're here?, and how the hell did you get up here so fast?.

Gerald: Well, we did get help from someone "cough" and anyways what are you doing here if I'm asking?

K. Acorn: We're gonna ask the same to you?

Gerald: I ask first, you answer my question then.

K. Acorn: Ok, we're here to recover soul edge so we can save our lands from destruction.

CT: Odd, we are here for the same thing, but we meant to destroy this swords to bring back peace towards every part of the continent in this world

Gerald: And besides you don't know how to wield its power and out in all you're just bunch no good in this place so, begone we'll take care it from here.

Jules: You got it all wrong Gerald, this power is gonna save our lands from evil and besides from the looks you your power-hungry. "Looks over to tails" And how come an experiment freak can stops us both.

CT: Why you!, I'm the chosen one of the two swords and that's how you say that to me!

Gerald: Calm Down Tails, Being angry won't solve anything.

K. Acorn: And you two think we've come here weapon less and unprepared

Jules and King Acorn pulled out their weapons as they get into their fighting stance for

preparing for the confrontation between Celestial Tails and Gerald. Jules was equipped with two daggers which was the size of two swords, while King Acorn only had his Royal Sword equipped and holding in his hands.

CT: (Looks this fight isn't going to be easy as I thought it would be)

CT: Let's if you Handle our Moves then.

Jules: Hmph!, we're trained for the best kid, don't underestimate our strength or you'll see something unexpected from us.

Gerald: He's right Tails, Though, we've come this far for this moment, and let's bring our all in this.

CT: "nodded" Right!

Music Entered- Scias- Falcom Sound Team

K. Acorn: Let's see if the Chosen One and The Great Doctor Robotnik can handle us Jules.

Jules: I think this is gonna be easy fight for us both Acorn.

CT: We'll just see about that, right Gerald.

Gerald: Yes, we've come all this way for and we're not backing down so easily!

Jules: Well then, This Battlefield will be your grave!

CT: We'll see about that! "Charges" raaaaaaaagh!.

Tails charges Jules with his Soul Calibur with powerful swipe attack but it was block by Jules' two daggers, "You have to do better than that!". Jules pushes tails away as he jump up high and prepares strike at tails. CT notice this as counter Jules attack with powerful weapon clash collision with soul calibur and Jules' daggers. As the fight continues between CT and Jules, Gerald and K. Acorn were already in their own battle scene. Gerald continuously fire multiple rounds at Acorn but it was deflected and blocked by his sword, Gerald grew angry at this and then he pulled out his red lightsaber so he could fight acorn in a weapon by weapon combat. As for CT, he continues blocked and at the same stab back Jules' attack one by one, even though he was in his super form, his energy slowly depletes every he attacks a powerful one. He saw Jules approaching fast as he knew what his going to do, he again blocked it by soul calibur and strikes an open blow to Jules' body. "Cough", your not bad kid but still your eyes better be accurate or else you won't see me coming", "What it is that suppo-"he was cut off by Jules' kick attack directly on CT's head. That caught him off guard but he quickly get his feet back up as he forgot that Jules' the Hedgehog was the Fastest Attacker in all Möbius. Now that he knows, he could get back to fight Jules, as he look around he saw no sign of Jules until-, "Looking for me!" ,CT gasp as he Jules up in the sky with his star formation attack. Luckily CT manage to evade the attack but he was attacked quickly by Jules before he even get a chance to react, CT was having trouble seeing Jules action because the bastard was quick as an eagle ready to attack its prey. CT was having trouble getting up because he was continuously getting attack anywhere by Jules. As Jules kept attacking CT, he remembered something during his training, "Remember Tails, your eyes can deceive you to your enemies actions towards you but that can't outmatched by your hearing abilities, your hearing abilities gives you enough reflexes in order to counter the fastest of enemies. With that lesson being recapped in his mind, he get his feet back up and then unexpectedly he attack Jules right in the stomach with his sword. The blow sent Jules far off in the distances as he stumbled around in battleground. "Coughs", Looks your eyes are getting at this point, but still you won't unmatched this, with CT eyes widened he immediately dodge Jules' attack and strikes a fatal blow in his back part. After the blow, jules knew he had a new strategy for out matching his attack, (Looks like he knew to counter that, well then I should go with my original stance). CT knew Jules he changes his tactics, so that gives him the advantage to beat Jules as his was defense lowered, that gives the CT the Final Blow to defeat Jules once and for all. As CT knew Jules was weak that was the time he charged soul calibur with a powerful energy so he could finish this off. With his eyes glowing sparklingly alight as crystal CT he yelled "THIS IS THE END FOR YOU! CELESTIAL ETERNAL LIGHT SLASH!, he slashed Jules with his powerful attack, killing and destroying at the blow.

Music Ends here

After the CT defeated Jules, Gerald was getting tired a King Acorn's assault barrage attacks. With Acorn glance at Gerald threateningly, he saw Jules lying on the ground dead and stained by CT. "No!, Jules!,Grrr!, You'll pay for this!all of you! K. Acorn yelled as he saw the corpse of Jules the hedgehog. Without paying attention to Gerald nor CT, He approach soul edge as he angrily as he break the bearer of the swords chasm with his sword. CT rushed to Gerald's side as he said he was alright and good he was just exhausted from the fight between him K. Acorn. As they were taking breather a little bit, they saw K. Acorn grabbed soul edge, claiming it as his own.

When K. Acorn claimed soul edge, he felt a sudden flow of energy rapidly going through his entire body as the sword's power completely transferred to acorn. "This not looking good Tails", Gerald said as he and tails knew that the unholy powers of soul edge were now given to their enemy. With the powerful King Acorn absorbed soul edge's power, he was now in his new dark form, Dark Acorn. Instead of having his original color fur, his fur was now black and his attire didn't change, and his eyes were now blood as it seems. Gerald knew that this fight was taking on further limits for the both of them and alas Gerald can longer fight due to his confrontation with the regular . "Tails, this fight is going to be on you now, I can't carry on like this", "I understand Gerald, I knew something like this was going to happen and I shall finish it, ONCE AND FOR ALL!.

As King Acorn finishes his transformation, he couldn't believe what power he wields right now. After the adventures he gone through, he never expect like this would happen to him. "Such Power", that's all he can say after the wicked sword (mistakenly) given him it's unholy power. He stood up, saw two of his enemies standing in his way. "You two never imagine of what kind of power that I've gained", "This power is not yours for the taking acorn, this power will only give you insanity over the years if you wield that for centuries. Dark Acorn chuckled at CT's statement and replied, "Fool, this power was meant to be owned by me and me only!. "You don't know what kind of monster you unleashed right now acorn, take that thing away, we'll work together in order for the both of our lands be at peace orderly, not by being rolled by a dark lord!"

."You know for an experiment lab rat, I couldn't expect more foolish than this, it makes sick". CT drew soul Calibur out and readied his fighting stance as he was prepared to do the impossible. "Like Gerald said, we've both come this far for this moment and I will not bow down to your rule and either will I not be afraid of you power!". "Fine then, I rather wish that you deeply regret that decision, then...so be it". Dark Acorn puts on his fighting stance as he ready to fight CT in the final showdown.

Music Entered

"Pavor Noctunus"- Nightmare's Theme SCV

D. Acorn raised Soul Edge high and charged tails at amazing speed, making tails vulnerable at that attack. Tails was taken far by acorns powerful charge attack. Tails back up to his feet, though he was met by another charge attack and this time acorn added a ton of barrage attacks in it (or combos if you prefer). After a descent yet devastating attack performed by Acorn, Tails was barely on his feet, trying to sustain the consecutive blows he countered. "Giving up yet", D. Acorn Said tauntingly and Tails replied, "No!, I will never surrender for the likes you!", tails charged at acorn but was 'unbelievably' dodged. With a slow reaction time, tails was pounded by soul edge which it sends far him into distance. Charged his powerful dark energy at soul edge then strikes a powerful blow to tails, that which led him straight towards the edge of the platform. After tails being blown away again, he was struggling to hold on the ledge of platform, with soul Calibur being a heavy weight sword and powers draining, he was weak and tired to crawl back on the platform. When he looked up, he saw acorn sitting not far away from his hands, "So, this is the chosen of 'Two Swords', Hmph!, more like the false chosen of the 'two swords'. After that statement, tails looked down and saw the never ending abyss of darkness below him. "'chuckles', down there you'll see your fate being written all over it and soon it will be complete", "Grrr, Why you!, your going to pay for what you say" Tails grunted. "Hmph, what more you can say, I'm here on this platform and your not", Acorn said and continued, "And from the looks on your hand, your not going to last long and out in all of this, it was good fight I had, and now it's time for you to meet your fate", D. Acorn was about to cut his hand until-. "Grrr!, your wrong, I'll show you what I'm Truly capable off!, with the last remnants of his strength, he leapt towards Acorn and smight Soul Calibur at Soul Edge for the First time. After the first clash of the swords, Soul Calibur broke to pieces unexpectedly from tails' hands. Tails eyes went wide as he witness his sword torn apart to pieces from its first collision. D. Acorn saw this and laughs at tails, "How pathetic, your sword isn't even that pure to collide with the powerful Soul Edge, haha-, Acorn's laughter was broken when green flames starts to appear all around the platform along with soul edge glowing deep dark. "What's going on here?", Gerald asked. Tails and was dumbfounded at the scene they were witnessing. At Gerald's question being spoken earlier, Abyss appeared in front of the two fighters, "So, it's been clear then, there's only one sword in existence and that can only handed by, Him!", Abyss stated as he pointed his scythe at...TAILS. Tails, and Gerald was shocked at Abyss's. "What is the meaning of this?, I thought there are two swords in existence!?" replied in anger. "Yes it's true, but with my recent findings, Tails is the one who wields Soul Edge not Calibur, Abyss said and tails added, "If that's true, how come acorn get soul edge's powers". Without any warnings, Soul Edge vigorously went straight into and he touches its bearer, as tails grabs a hold of Soul Edge, complete utter darkness was consuming him fast. "Aaaaaaaahhhhhhh! Tails yelled in pain as he was trying to sustain the evils that was consuming him through his soul and his mind. As the transformation takes place, Abyss smiled at this while Gerald and the no longer Dark Acorn stood shockingly at the sight of what's being taken in place in front of them. As the transformation was complete, Tails was in his new transformation, NIGHTMARE TAILS. (If you know the Soul Calibur 5 design of nightmare that's what he looks like in this transformation, excluding the big gigantic claw that the original nightmare has.) Tails' form was now completely different, instead of his fur being golden yellow, it is now dark and the most features of his form was covered with his azure armor and including his face, it too was covered by his horned helm and do not forget that his eyes was now completely blood red. Now that it was complete, NT (Nightmare Tails) glance at acorn as he knew this was the end of his life. NT took out his fighting stance as he prepared for the final blow the he 'unknowingly' readied at the beginning of their confrontation. K. Acorn steps back as knew that this is was going to be his end and the of his reign. Though NT was completely Nightmarish, he was still in his right mind to finish of what it feels need to be done for the sake of the world.

Music Entered

The Final Attack- Sonic Generation

As Soul Edge's power was at full, he charged at Acorn with a Powerful Swing of his sword. In that moment, he consecutively slash acorn mercilessly through his body. When acorn's body couldn't contain anymore of the pain he's sustaining, he knelt in defeat, he was defeated, weakened, and now it was 'his' time to meet his fate in hell. As Tails saw this, he positioned soul edge in a stabbing positioned as he finally ends his life. "You've been a powerful foe but your reign threatens the world and now you shall die!"' NT's Sword engulfed in flames and it was preparing for a devastating blow at the King. Without any last words being spoken, "THIS IS THE END!, NT yelled as he stabbed K. Acorn right in the Heart followed by a powerful waves Darkness and Flames spread across throughout the land where the tower was placed.

Music Entered

Destiny will Tell- Nightmare's Theme SCIV

When it was all done, Acorn lie on the floor lifeless and burned down completely from the flames. Abyss hovered slowly towards the ground as he meets NT and Gerald standing towards his direction. As Abyss was on the ground, Gerald spoke first, "So let me get this straight, Soul Calibur was just an illusion", Abyss answered, "Yes, it is a false legendary sword which people think that it is look legendary to them". Tails was still in his nightmare form, though his mind corrupted between good and bad but it still tails who is the one control in his mind. "So this form I gained will be forever within me" tails asked, "Absolutely No, yet the transformation you acquired is in your queue list, and besides that transformation can only be active whenever you have soul edge in your hands" Abyss informed. Abyss raised his skeletal hand and glowed darkly as it was transforming tails back to his normal self again. And so he did, Tails was in his normal self or normal form again and tails was gladly to be back to original self. "There are no Charges for this act of assisting you but" Abyss raised one finger and a held his hands towards tails, "if you give me soul edge back, we will be even and out in all of it, both of our dimensions will be safe from its corrupted ways". Both Gerald and Tails couldn't agree more of what abyss just said. Both of them nod their heads in agreement as they accept the offer and give soul edge to Abyss. "This event will be memorable for the three of us but for you Mr. Prower, this number of events had occurred between us enemies but it will also affect your, past, present, future life when this is all over". Tails didn't get of what abyss said but he had little of understanding of the statement. "It's kinda weird that were helping each other in this event and yet...still you manage to prove yourself in helping us for this...and...I'm very grateful for it... thank you" Gerald said with great pride and honesty, "And the same goes for me abyss, thank you for helping us, without you none of this will finished and accomplished" Tails stated. "I'm glad to be an assistance for the both of you and now...'a portal appeared' I shall be on my way, take care of yourselves and don't worry, Soul Edge is in Safe Hands. After that, Abyss disappeared from when he crossed the portal leaving tails and Gerald, though before he left he cast spell on both of them that which led them straight to their homelands.

End of Flashback

After Tails see its flashback memory, he found himself to be in his regular form, though it was surprising that it did not change to his nightmare form. "Whoa, what happened back there tails? Are you alright? Nightmare asked. "It was nothing...just a flashback...the...sword must've...no...that can't be true can it?" He said in between mumbles but nightmare manage to hear it all. "What can't be true?" he asked again with curiosity written in his face. "I think...I think some thing has gone terribly wrong and it's got to do some thing for me for being here..." Tails spoke, "And that would be", Tails glance back at nightmare and said "Many years ago in my childhood days, I happen to be wielder of the opposite of this sword and yet it was false one, Soul Edge was the true sword created for causing destruction and mayhem. "This sword was not destroyed rather I give it to abyss for safe keeping, yet it manages to break from its prison" tails continued, "I think sonic and the others felt it presence and somehow manage to know the truth and yet it still doesn't crack the case of what I'm doing here or the reason of me being here!, I just couldn't why'd this happen.

Tails looks at soul edge for a moment and he was astonished on how the sword's features changed over the went by and still it looked menacing as ever. "Well i don't know about you, but... I suggest you to start...apologizing to them in order for you-, nightmare was cut off by tails, "Are you crazy! Or something!, if I go back...they...they would beat me to death or something, or even receiving a heavy punishment for committing a crime like I did!. "Whoa-whoa-whoa look, I know this is difficult decision for you to make...but what else you have...you only had your machines and the ponies have magic and apologizing would be great start if you hid that sword away" nightmare stated. Tails calmed down a bit from what he said as he starts put soul edge in his inventory, for the time being. He sighed and spoke, "Fine, I just hope that they won't be to harsh for my punishment and all" tails said as he started cleaning the mess he made after his rage quit earlier. As tails finished cleaning his mess, he packed the things he need as he journeyed back towards ponyville where he will try to apologize to the ponies he hurt and killed, hopefully it doesn't turn out to be bad for him. As he was walking towards ponyville, nightmare came flying by across and said" Don't worry Tails, the ponies in this lands are not bad as in your dimension and besides they might forgive you already of what the things that you done and other than I just hope the Rulers won't be harsh to your punishment". As nightmare was out of sight, he alone travelled towards ponyville and remembered of what nightmare said, "I just hope your right about that Nightmare, if it isn't true...well that would be the end of me".

As he continuously walking towards ponyville he hopes that apologizing to the ponies he hope will be his only for making a new friendship. Not only to the ponies, but for Princess Twilight Sparkle.

End of Chapter 2

Sorry for the long delay, I had troubled thinking of what the plot of the story may come and yet it's pretty hard to think sometimes. But still, I will continue and finish this story

to the last and as for now, don't forget to write a reviews for this story and let me what you think of it towards the end of it.

A.N: To those who may know more about the lore of My little Pony, please let me know in the reviews and also if you have good...uh...Powerful Attack Names that you come up it, that too let me know I'm not very good on coming up with names of attacks that are powerful and destructive. And as for now, This is Nightmaretails seeing on a happy good story day, bye bye.


	3. Apologies and Dark Memories

The Planning of Forgiveness and Dark Memories

Tails: This choice that I made is meant to be chosen by destiny, yet still I had doubts on what may lies ahead or what's gonna happen in the future but alas, I'm willing to do anything to protect the innocents and my friends

While Tails is traveling towards ponyville...

At the Canterlot Castle Chambers

The mane six and Princess Luna and Celestia were discussing about the matters of state happening in equestria. "So, this evildoer is smart just like twilight" Celestia said as the mane six nodded, "Yes Princess, he builts an army of mechanical machines of some sort and attacks ponyville early" Twilight said. "I can't believe you manage to beat him on your own twilight, usually if an army attacks all of you manage to beat it altogether not alone" Luna said as twilight rubbing her mane. "Hehe, sorry about coming late twilight" Rainbow dash apologized, "That's ok Dash, besides we wouldn't expect to have an army assault on ponyville early in the morning". "This is very unusual for somepony to attack like that, I mean we usually get something like that back at were Queen Chrysalis attack at full force at the wedding" Celestia spoke as Luna and the others agreed. "Yes sister, it's really weird for somepony to act like that but still he is very conscious on what he is doing" Luna said, Ah still don't wander why that prower attacked us in the first place anyway?" Applejack said as both princesses started to think about what she just said. "Now that you mention it applejack, we don't know what his reason for attacking us like that and in all of that we haven't done anything wrong to that pony!" Luna said as the others including spike agreed. "Yeah, besides I-we haven't met a single somepony like that" RD said, "Or maybe he is just confused Fluttershy said as the others gasp on what she spoke. "Confused? What are you saying fluttershy" Rarity said, while the others continues to chatter about fluttershy's statement, twilight then gets what she meant. "Wait!, I know what Fluttershy is getting at" Twilight said as the rest looks at twilight, "What is it Twilight?" RD asked. As twilight was about to say the answer, she found herself blushing lightly for while the others were confused on why she was blushing about. "Um, Twilight why are you-" Celestia was cut off by Twilight, "It's nothing Celestia...it's just that...after the battle I...he saved my life". After the statement, everyone in the room gasp as what twilight just said. " What!, he did whaaaaaat!" Everyone said excluding both princesses as they heard the unexpected. While the others gasps were taken in place, princess Luna interrupted, " Go on Twilight Sparkle, what else happened after the battle besides saving you". That give twilight permission to continue so, she continued, "Hmm, like I was saying, he saved my life from a falling structure and after that...he told me that he...he...was betrayed and isolated...by his friends". Again they gasp when they heard another unexpected thing and this time both princesses were also too shocked by it. "That can't be right, can't it, besides he may have done something bad that make his friends leaves him" RD said, "Now that you mention it Rainbow Dash, it does make a little sense I mean, what kind of somepony may have done to his actual friend" Celestia said. "But still I-" , Twilight was interrupted by the chamber doors being opened, "Your Highness, this maybe an untimely interruption but...we've found him, the villain that you've been looking for...and he is approaching ponyville. That caught everyone off guard for a second there but Celestia spoke first, "So he's been sighted, where is he now?, does he have an army brought along with him?". The guard pony shook his head as he answered, "No, not even single companion with him, he's alone traveling towards ponyville and he is now on the very forest of ponyville itself your highness". "Well then, let's make sure he doesn't cause anymore damage in this world, come on girls we'll make this pony pay" RD said as everypony including the princesses agreed, "We'll come with you as well, if thing gets out of hand we'll be there" Luna said. While the mane six and both princesses headed towards ponyville, twilight couldn't wonder on how is this was going or what going to happen next, but she will do her best to overcome anything.

Near the ruined cite of ponyville...

Tails was walking towards ponyville slowly for while his thoughts were the only one keeps him company during the journey. It's been like a whole week since he had gotten himself in this dimension and still he couldn't help but just blame himself over and over for what he has done for the past few days. Usually he was always happy, cheerful, creative, smart and kind of a person that everyone knew, but now the tables have turned on him he was the bad guy this time, but it was his for making those ponies suffer. During his walk, his mind only flashed into one thought, himself, he always thinks of what he's done or why did he do this, it was unintentionally not his fault but the fact is, his actions were the ones makes it intentional. "Man, I've been this world for like a whole week and still I'm still in a deep pickle here, I still can't believe on how is this going work actually, will they forgive me for what I've done?". That statement is always in his mind, he always thinks will they forgive him or not. He stopped a moment to feel the winds caressing his mane and body. It felt good to him and yet he had to focused on the task at hand, he must apologize to everyone and let them they know that he isn't that type of guy. After taking his stoping moments, he continued taking his journey towards ponyville until-. "Where do you think you're going Speed Limit" a voice spoke behind as knew who that voice was and he was starting to panic. When he turns around he saw the very ponies he confronted few days ago and now he saw they've got two new allies as well. As tails saw the two larger mares or ponies, he knew they were the rulers of this world (isn't it obvious to know that whoever he or she wears a crown or a tiara is the ruler or a princess of this lands). "Looks like your gonna messed up ponyville again and we know you were coming" said the rainbow maned pegasus. He couldn't help but feel shivers through his body, he was very not in a okay situation right now, he was in for the big one. The two older mares step in as they introduced themselves, "I am Princess Celestia, one of the rulers of Equestria, "And I am Princess Luna the sister of Princess Celestia and were here for you, Miles Prower". As he feared, they were the rulers of this world, even though he has a legendary sword with him but he couldn't take the risk to apologize in front of them. Tails is between panic and utter terror as he knew taking this choice is going to be legendary difficult for him to do after all he had hoped for. He was taking a (several) step back away from them as he would've thought this was going to end badly for him.

While tails was taking far step back, the ponies and the princesses haven't got a clue on what was going on. "What the, why is he stepping back from us" Rarity said, "Yeah isn't he suppose to ya know, slash his lightning whip or something" Applejack said. "This is weird, few days ago he was menacing at first and now he's scared, pfft please like anything else would be a trap for anything he does, he's just faking" RD said as everypony agreed except twilight. "This feels strange, I know rainbow dash said was true but...when I look at him...I feel...sad...and unhappy...but what does he doing here exactly" Twilight thought. "I don't know what you've got in your sleeve, but I'm not falling for that" RD said as she charge directly at Tails lightning fast. Without any warnings given to tails, he was charged by the rainbow maned pegasus without any trying to fight back at all.

Tails was lunged several yards into the ground as he smashed his body against a nearby tree. Ever in tails' life would experience such pain going through his entire body, besides of fear getting robotized by Eggman, he always fear of death itself though he knew one thing for sure that he was a (for those who like tails a lot more than I am, this is going get nasty and further more, a reason why i made tails to be strong and not to be like the the person to be held behind like he always does, and doesn't always relies on machines) coward. From what he is experiencing right now, was the time those painful memories had flashed to him unknowingly. He remembered the things he always done in his life, he was always a mechanic of the sonic team nonetheless, but he wasn't always succeeding his true potential. Tails loved inventing things and he always do, that his nature, when all the memories had flashed to him again, nightmares were staring to overwhelm him. Several years ago during his childhood days, he always been a sidekick that everyone knew, but for as the time they traveled space and fight the metarex, his dreams becomes a horrible nightmare. Back that he was eight, tails fell in love with a seedrian girl named cosmo, he always loved her through all his heart but that doesn't last until he killed her. He knew he wasn't a murderer, tails did that because it was the last choice to defeat the metarex. When they returned, he struggled a year of depression and sadness over him, he knew he wanted to see her again but that didn't happened. By the time they meet the Babylon Rogues, tails met wave in the Grand Prix but that didn't go as soon as he hope to be. Wave taunted his machinery for being a junked in the prix and he also cannot take that personally from him. Tails was always kind and never been mean to everyone, he was always a supportive type of the group until all this had happened. During his struggle to get up, he knew one thing on what those memories meant. Those memories had flashed on his mind, he shockingly knew that all the time during his adventures, it was all for nothing but only caused him nightmares, depression, anger, hatred, sadness, agony, unhappiness, devastation and isolation. With all those thoughts swirling around his mind, he couldn't help but cry himself for as he knew, there was nothing for him to exist in this world. Abandoned by his friends and left alone with nothing else, he stumbles on the ground, crying for while the ponies slowly approaches him. Apologizing might be his only hope but now with all events and experiences coming back from his mind, he got nothing else to do but to lay down and not do anything cause he was now completely useless and powerless. Unknowingly to him, he didn't know that his whole body is glowing abyssal blazing dark.

The Mane Six and both princesses slowly approaches tails for what they didn't know what was going on with tails condition. "Looks like you got him right there dash, nice work" Twilight said, "Well, even if he is taking a beating he might be preparing something unusual to us, so be prepared" Celestai said. While the everypony search for their target, they suddenly saw him on the ground and not only that his body is glowing unholy dark. "What in Equestria, what kind of sorcery is this?" Luna said, "Looks like I was right after all, he's just faking" RD said, "Well we can't let this partner get all the energy he needed, let's bring him down while he charges. At that statement everypony including Celestia and Luna were about to charge at tails until- "Wait!". "Huh?, what's wrong twilight" Celestia said, "He's not planning to attack us, he's...sad". "What!, what are your saying twilight this pony had caused-", "Please...please...please forgive me...'sniffle'...I...I'm...sorry..." Tails said between in tears of sadness going his face and also the dark aura was now dispersed. From there, the ponies and the princesses gasp from what they heard from a villain who destroyed lives and ponyville. Tails stood up barely with hooves as he tried to sustain his tears and continued, "I...I'm sorry...I'm so sorry...I destroyed many innocent lives...I took their lives...for no reason...my soul...is not what've been used to be...I'm broken..". The ponies were grieved by how the pony in front of them apologize and cried all his feelings out for nothing else but confessed on what he has done. "How can we know that you're saying is true and not a false line for tricking us" Luna said

Tails wiped his tears off by his hooves, he finally got to strengthen back his game but still he was weakened and exposed." 'sniffle' Look, I don't have anything else...to prove from what you said there your highness, but...there's one thing I could prove" Tails said as he looks at the certain pony he confronted few days ago, "Twilight...thanks for everything...that you've shown me...I'm truly grateful about...and I'm sorry...for what I've done to you and the citizen of ponyville...I'm really sorry...I'm not sure for what has gotten me to do it but still, I'm sorry". Everypony except twilight couldn't even understand on what was going on, yet still it laid a heavy impact on the princesses. Twilight went wide eyed as she heard from an unexpected line that she couldn't imagine to bring it up to somepony she knew for a few days. Twilight was speechless in a moment until somepony spoke first, "Ok look, I don't know how you and twilight had met, but can you explain on what was all the glowy dark energy around you awhile ago there" Luna said.

That statement caught tails off guard and not only that, he truly don't know what she was talking about. "W-what?, what dark energy, I don't know what your talking about" tails said admittedly but Luna wasn't easily fooled by that. "Don't lie to me, I can feel its presence growing and surrounding you, and you better speak the truth prower, I know something's going on here", "Luna". Tails was shocked to hear that statement and after all he completely forgot that soul edge was in him all this time, he didn't even get a chance to control the swords emanating power. "L-look...I'm just broken now...okay...I cannot control my feelings in my mind...I just- aaaaahhhhhh!" Tails was cut off by sudden pain through his mind and it was unbearable. "What in equestria is going on here" Twilight said, while tails was suffering in his mind, he started to see a vision that he couldn't even remember or know and also that made him pass out.

Vision Plains

Tails was in a dark plain of abyssal grounds that he never know it would exist. While he looks around in the never-ending darkness that surrounding him, a big crocodile with a scaled armor running through his body, it has a big glaive like weapon in its hand and its eyes were blood red as if it was full of rage and anger (1). "Who are you?" Tails said, The Croc chuckled and said, "You already know who I am Tails, you just don't know what kind of element that you and I possess similarly". That caught tails off guard but still answered back, "What do you mean", "Ha! Like you don't know, the Reign of Anger dwells upon you and now your anger and rage fuels your dark energy until it's completely full. "No!, this power...shall never be unleashed...not now...I'm the caused for the pain of everypony here...this can't be mine..." Tails said. "Hmph, your nothing but a cowardly soul, it's no wonder you've become like this, the longer you stay chaos will soon follow towards you". "No! No! No! No!, this must not continue I must do something about this!" Tails shouted. "There's nothing else you could do...but wait till "they" arrive", as soon as the mega croc finished his statement, everything went black as his vision ended and brings him back to the real life.

Back to the Real World

After Tails sees the unknown vision, he found himself in a bubble prison were he thought that he'd been taken here while he pass out from the visions. He looked around the place that he was in and the place he was in was the chambers on one of the prisons in canterlot. Tails sigh as spoke, "Looks like I'm gonna be here for a long time, yet I wonder what was all that about and out in all who was that, it looked like it or he knew me in the first place and still I don't know what was he talking about, was it true that my emotions fueling me this whole time or was it soul edge starting to dwell on me". While tails start thinking on what he is going later on, the prison chamber doors opened and it revealed it was Princess Celestia and Luna. Though after experiencing a hard and painful memory, he's still afraid and nervous on what was going to happen next. "What do you interrogate with me this time" Tails said, "We're just here to ask you a few questions and you'd better spoke the truth. Tails nervously nodded as Princess Luna spoke first, "What are your intentions for being here prower, does causing havoc and chaos is what you're good at?". It was just the first question and tails already found himself getting tongue-tied by this, but still he'll answer for what is necessary. "Look, I don't know if you'll believe or not but this is the truth that I'm going to tell you right now", tails said for while the princesses seems to be interested by it and nodded their heads. Tails takes a deep breath as he spoke, "Few days ago, I found myself in your world unknowingly for me, during my explorations in this dimension, I found out that...my friends isolated me for no reason but still I have a hunch that it may not be true but still it laid a heavy impact in me and my soul. Tears started to fall from his face as he continued, "I hate being alone and not being trusted but this, it was not a joke for me to take this mentally from my self not from every-pony, during my first in ponyville I was half happy and half sad on what they were going through their lives and so happen that I've disrupted those happy lives. "I'm not like this at all, I was suppose to be happy and cherish and now I'm causing people or ponies in pain, for all that I've experienced in the past it left me nothing but horrifying nightmares and painful agonizing pain in my mind. For nothing else I would appreciate to have was...friendship...all of my life...being alone...I always need someone to stand by my side...and yet every time I think that it always disappears from my gasp as like the sands of time disappears itself from the hour glass and above all else, I'm corrupted, shattered and alone, I'm nothing but a shade that covers the world in darkness and maybe yet they'll be sometimes a new light shines in me but darkness always lurks in me". After tails done speaking, both princesses find themselves looking at him, interested from what they heard. After tails calmed down a bit, Celestia spoke first, "That was...very sad for some-pony to have that kind of experience...but still you deserve to be in this prison for what you've done to ponyville", "Yes, all ponies there are sad and homeless including twilight herself is homeless thanks to the destruction you have done" Luna said. Tails gasped as heard that he also too destroyed twilight's home, "What!?, did I destroy her home too?". Both princesses nodded as tails fell back with his hooves, "No!, what have I done!, not only did I hurt her but I destroyed her home as well!, Gah!, what kind of person am I!" Tails said. Princess Celestia and Luna gasped as they never knew a villain like him would be so angry at his actions and rather than that he has 'thing' for twilight. "Sister, this pony seems to have a strong connection for twilight and out in all, he seems very upset and angry whenever he feels or have hurting twilight" Luna whispered, "Yes, he seems very upset about it, and come to think about it, twilight always been a bit shy whenever she saw him. They both chuckled softly at thought about tails and twilight have a thing for each other, but they soon shook it off because they're not here to discuss about a love problem.

After a few moments of silence, Luna spoke, "Look Tails if that's your name is then listen, if you want to let every-pony to forgive you for this...then rebuild the foundation of ponyville and restored for what it was before or at least build some homes for every-pony to stay, including for twilight. "Um, sister isn't that way too much to do for some-pony had caused that destruction" Celestia said, "Well, I did say the 'at least' part what more you can say about that sister". Celestia nodded in agreement as they both turn their attention to tails, which was busy in a moment thinking about what had said earlier. "So what do you think tails, will you do the first part or-" Luna was cut off by Tails, "I'll do both of them" he said determined in his tone for while both princesses was shocked to hear for what he just said. "What!?, I mean, I wasn't even-" Luna was cut off again, "I said, I'll do both, I was the one in fact who destroyed it, and it's my duty to restore for what it's been lost, even if I look through time itself I would do it without any help but by myself and nothing else". "I don't know about this Tia, maybe this was a mistake" Luna said, "Either way, Luna it's been spoken and you heard what he said, he's determined to do it and we can't stop him now". Luna sigh and spoke, "Ugh, fine Tails, but if your planning something during your work, you'll be expecting a hard blow from me", tails nodded as the princesses released from his prison and slowly hover to the floor, "Once I said it, you will not truly regret this your highnesses, I'm wiling to do anything to help the innocents. Once tails was released from his prison, every-pony in the castle kept they're eyes on him in order to kept on high alert on him. Once he sees the outside, it was still afternoon surprisingly from after what occurred all of a sudden. Tails gaze all over the surrounding lands of equestria, for a dimension he'd been staying was truly an amazing sight and out in all, this place is perfect for a vacation, but still he needs a lot of work to do in order for him to get the whole place to get its beat back. 'This world has been so peaceful and yet I'm the one who broke its peace...and now it's time to rebuild it', tails thought. "Don't you need some assistance there my friend?", a voice spoke that makes tails jumped a little and turns his head only it was just nightmare. "Ah nightmare, what are you doing here?" Tails said joyously as he saw his friend again. "Well, when I was flying throughout equestria, I so happen to find you with the ponies carrying you, so I decided to follow them only to find you here in canterlot" Nightmare said, "So did you heard everything?" Tails asked.

Nightmare chuckled and answered, "Yes, but still I couldn't believe that you would take such a task to bring back ponyville to its state.." Nightmare said, "this is a hard duty your taking in tails, you sure you can take it". Tails nodded and spoke, "Yes, I'll do anything to restore the happiness that ha been lost and I should be the one to do that restoring", "DON'T WORRY MASTER, I HELD THIS DIMENSION MEMORIES, SO IT WOULDN'T BE TOO MUCH OF A PROBLEM FOR RESTORING OF WHAT ITS BEEN LOST". For the first time ever in tails' life, he never actually encounter a talking sword in his adventures and now he does, "Wait!, you can talk!" Tails and Nightmare said in unison. "Yes, I can talk, sorry for not speaking earlier master, my powers are really diminished when I first came here" Soul Edge said, "So that's explain why do I always feel your power emanating every time I went insane" Tails said. "My apologize, I can't speak telepathically when I'm drained, but now that I'm functional again, I can help you with your tasks, Master" soul edge said. "That's great but, how in equestria did you know it's history, you two basically didn't even come here like for a thousand years" Nightmare said, "Yeah, how did you even manage to get the dimensions history in your knowledge, Soul Edge?" Tails asked. "When I first came here, I felt into deep slumber hoping to find you master, but when someone hold me, I thought it was an imposter but it wasn't, Soul Edge say, it was you had taken me, though for awhile in your 'tailsspace', my powers began to recover again, while I gain the history of the plains that I'm in. "That's fascinating, I never know a legendary sword like you would have the power like that" Tails said, "Hehe, sometimes the sword bested it's wielder, even if he or she is smart about it" Sould Edge. "Haha, ok, enough of this reunion guys, we've got a place to be restored and it's our duty to do it",Nightmare said. "You're right, come on guys let's go but lay low, the ponies may think that we're coming up a plan" tails said, "You got it boss" nightmare saluted his winged claw, "Even though this is not battle, but I will do anything to help my master, count me in" Soul Edge said, "Thanks guys, let's go" Tails said, as the trio (count Soul edge in that, even though he is present inside of tails' tailsspace) journeyed back to ponyville and restore everything what has been lost forever.

In the ruins of ponyville

The trio have arrived in their designated place and it was completely ruined for as they thought it would be. "Wow, I never knew an attack we did would destroy a place like this, it's terrible to see a good place lay into ruins" tails said, "We?" Soul edge asked. "Your master or tails here, have encountered the princess of magic, twilight sparkle" nightmare said, "they both have a little duel each other here in ponyville, that which also lead the destruction of ponyville as well". "I see, I never knew you confronted a powerful being without having my assistance master" Soul Edge said, usually beings like you, would require a powerful item or artifacts to defeat someone like her, but still you manage to defeat...her". "It was an unexpected match but in the end, I was the one defeated and fled into the wilderness" tails said, "Either way tails, you did manage to show what your capable off and I for one would truly gain your respect if I've seen some-pony done something like that". "Same goes for me, I truly gain your respect in every which way master, I am though, the legendary of eternal darkness and chaos". "Thanks again guys, I really appreciated it, and now let us rebuild this place so every-pony may found their happiness again. "Yeah let's do it", they all yelled in unison as they start working rebuilding ponyville. While they were working, tails thought of something that would hopefully bring the ponies back their happiness and homes, including the certain alicorn he always feels sorry about. 'Don't worry yet too soon, every-pony and twilight sparkle, soon all of you will find of what's been lost in your lives and a moment too soon you all be able to find your happiness once again.

End Chapter

Next Chapter: The Restoration and Forgiveness

That's the end of the chapter folks, I hope you enjoy and still I'm not memorized to the My Little Pony Series but still, I can get it to the full memory. Anyways, again sorry for the delay for updating and thanks to all who watch this story, it really brings me to happiness and joy. I always update every chapter in order for everyone to understand every sentence that I'm doing, and I'm not saying your dumb but it would recommended for me to revise anything so that other people may understand it. And as for now I'll be updating the 4th chapter soon and see you all to have a good day, PEACE!

(1) If you know League of Legends, you might know whose the croc that is talking about in this chapter: He is the Butcher of the Sands, Renekton.

If you notice a word tailsspace in the previous or the current chapter, that is the idea I had in the 'Tails of the Old Republic' story, it's really a good story and check it out for yourself if you don't know the story yet.

Some of chapters I'm doing might be based on what scenes that I'm taking, whether it is for Tails, Twilight, The Princesses, The Mane Six or the other characters that I'm going to put in it.

And lastly, the phantom emerald is one of the elements of chaos. And to think this is based from real chaos itself (not the chaos in the sonic game of course). By the way, the Elements of chaos will be slowly represented in each chapters, wether it from a past memory or a certain characters in the different games themselves. If you play FNAF 3, you might know whose in the phantom Emerald, I'll give you a hint: He is the main antagonist of the game itself.


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